from the ashes
by vindictive trollop
Summary: In which Ursula and Cruella keep Lily, and in doing so, change her fate and theirs.


**You're probably thinking _"this fic looks terrible and rushed"._ Yes. It is. Trust me on this. It really, really is.**

**You might also be thinking, _"wait a second, if Lily never met Emma, then Emma would have stayed with her foster family and some important things would never have happened". _Yes. Well. Sometimes you only think of things like that after you're done writing a mess like this. **

**Oh well. Don't worry about it. **

—

_**one.**_

The portal spits them out in a forest. It isn't the _same_ forest. It's thinner, less verdant. Some of the trees are dying. It can hardly be called a forest at all, and there is a distant rushing noise nearby that Ursula fails to identify, but she looks from the wailing child on the ground, still in the egg, to Cruella, and sees realization on her face. Horrified realization, but realization all the same. She cannot ask why or how or where are they because suddenly she has a horrified realization of her own: _her tentacles are gone_, and she suddenly feels very much like she's going to vomit.

And she does. She doubles over by a tree, feeling strangely useless and alone without her other limbs, the limbs that she had gotten used to like she had gotten used to having legs on land so long ago and now they are gone and gone and gone and _gone_, and she doesn't understand, she doesn't—the bitter taste of her own illness lingers in her mouth as she straightens, her hands shaking. She tries very hard to concentrate, to _feel_, to control, but she _can't_. They're gone. They're gone.

Cruella is standing there, staring at her when she looks up. "Darling," she says, and there's no sympathy in her voice but it's. . .quiet for once, her voice is quiet, like something in it has dulled and lost its vibrance. "It's alright," the woman adds awkwardly. She's unused to dealing with emotion. Of course. So is Ursula, really, and yet here she is, panicked and sick. "As it so happens, I know where we are."

Ursula bends to pick up the child, pries it from the hard shell of the dragon egg. It wails and wails in her arms, but she hums lowly in the back of her throat and steps back and forth in small lines and it eventually falls silent, staring up at her with wide eyes. It's an unattractive child, but she supposes that all children are equally unattractive in their earliest moments. Especially when they're crying.

"Where is that?" Ursula asks, when she feels like her voice won't break. And it doesn't.

"The place I was born in," Cruella says, pulls her fur coat tightly around herself.

Ursula blinks, hushes the child when it begins to cry again, and eventually sets it back down in the curve of the iron-hard eggshell because it's distracting her. "London?" she finally asks, remembers a name of a place spoken of long ago. Or it seems like it had been long ago. Only years, really, when they had first met. When the three of them had first met, forced together by Rumplestiltskin and a very angry Chernobog.

Cruella turns her head. Where it had been night in the forest, it's bright with daylight here, and only a few strides takes them to the outskirts of the forest. Maleficent's child weeps behind them; they ignore it. A long expanse of darkened gray stretches out from left to right in front of them and Ursula nearly screams when something moves on it, a blur of white.

Cruella sighs, and when Ursula turns to her to demand an explanation, the woman is pinching the bridge of her nose between two fingers. "They're called cars, darling."

"Cars," Ursula repeats out loud. It's a rough sound in her mouth, in her head.

There is a moment of silence as they watch the cars pass. Ursula doesn't know what they are, or what they do, or why or how they're moving so quickly, but she catches glimpses of _people_ inside of them once or twice. But Cruella looks like she's torn between screaming and stomping her foot, or doing both, so Ursula stays quiet despite the questions that threaten to pour out of her.

They return to the child. It's still there, squirming and crying.

"Let's leave it here," Cruella says.

_**two.**_

"Shut that thing up or I'll drown it," Cruella says, and Ursula doesn't doubt her.

They have been in a cramped little hotel in a cramped little hotel room in a cramped little town for a fortnight, using paper currency that Cruella had stolen from passersby, surprisingly deft in the way she did so. It would be easier, Ursula thinks, if she still had her tentacles — easy to steal money and food and whatever they need to feed the little monster, but she feels the loss of her tentacles as strongly as she feels the loss of Maleficent. It isn't anything she'll shed tears over, of course. They had been allies, friends, and she _does_ miss the presence of Maleficent, because Cruella is becoming irritating very quickly and Maleficent always did know how to shut her up.

But Ursula does not cry over things lost. She hasn't done that for a very long time. "How? In the sink?" Ursula grumbles, rolls her eyes, sinks into an armchair. The child is crying. The child is always crying and it frustrates Ursula to the point of wanting to do the very same. Of course, she never does. She is Ursula, named for the goddess of the sea. She can handle a child.

"If need be," huffs Cruella as she sprawls out on the bed; all theatrics, she slings an arm over her eyes. Ursula is suddenly reminded, in that moment, why leaving Maleficent's demonic child (it is a cruel thought, children are not demons—but, well, she's never quite liked children either, and it keeps crying and crying and _crying_. . .demon is a good name for it, she thinks) with Cruella alone is a very bad idea. Cruella _would_ kill her, without a second thought. She'd probably throw her out of the window.

Ursula hums softly in the back of her throat, close to begging. She _would_ beg, if that was what it took; she will beg and beg and beg if the child is just quiet. Just for a moment. She's been changed and fed and she's slept and Ursula rocks back and forth, staring down at the reddened face of the squirming little thing. "Do _all_ babies look like this?" she hears herself say, somewhat disturbed.

"Why are you asking _me_, darling?" Cruella sighs. "I don't do children. They're—oh, shut _up_!"

Silence.

The long, shrieking wail that the child emits ends abruptly. The baby coos in Ursula's arms after a long moment where she's too afraid to move or breathe or look up at Cruella.

Ursula could cry with gratitude, but she doesn't. "Did that—" she swallows, "Did that really work?"

Cruella stretches out on the bed with a satisfied sigh. "See? All you have to do is scream back at it."

_**three.**_

Eventually, they stop calling her _child_ and _baby_ and _it_. They have to, really. Cruella suggests a variety of ridiculous names like Viola and Scarlett before they finally settle on Lilith. Ursula thinks that Maleficent would have approved, but Maleficent is not here to approve anything and she cannot help but think that Maleficent will never be here. And she won't. She doubts it, at least — they are separated by two different lands. For all she knows, Maleficent is dead.

For all she knows, Maleficent is in a catatonic state of sorrow, because while the woman had been pregnant all she had talked about was her child, like she was the only thing she would ever truly care about, and Maleficent had not gotten to see her face or hold her or name her. Ursula has never been a mother, has never wanted to be a mother, and so she can't do anything but imagine how it must feel to have your child taken from you before it had even been born.

So, they name her Lilith, and they call her Lily. She's always warm to the touch, just like Maleficent had always been — and she's always talking. She's intelligent. Even at a young age. Her first word is Cruella's name, and while the woman loathes her, she laughs and praises Lily for the first time, just to annoy Ursula. And Ursula would be insulted, but then _Cruella_ turns to _Aunt Cruella_, and Ursula is the one laughing.

But Aunt Cruella leaves them both when Lily is twelve. She does not tell them, of course — they just wake up one morning and she's gone, without a note or anything left behind. Her fur coats are gone from the closet in the hall. The overwhelming scent of her perfume lingers, however. "Good," Lily says, with a stubborn hardness that Ursula can appreciate, "She was mean, anyway." But she cries that night when she thinks Ursula is not listening.

So they are alone.

It hurts more than Ursula expects it to. She hadn't expected it to hurt at all, really, and not so long afterwards. It takes six days for it to set in, for her to stop waking up expecting Cruella to have returned. Of course she doesn't return. She's _gone_. But everything continues; the world does not revolve around Cruella de Vil and it never will. Her life does not revolve around Cruella de Vil, and it never has.

Still, they suffer because of it.

_**four.**_

"Lilith. You're alive." Those are the first words Cruella says to them when they see her again, years and years and years later; and in a genuinely surprised tone of voice, too. Ursula could smack her. Really, she could, but Rumplestiltskin is standing right there with a look on his face that suggests he's amused and, really, she refuses to give him more ammunition.

"Auntie Cruella," Lily says, and her drawl sounds precisely like Maleficent's, "_You're_ alive."

It works: Cruella grimaces at the word _Auntie_, and looks very briefly like she's going to be sick. She pulls her fur coat safely around herself, cocks a hip and says, "Call me that again. We'll see how long you last when I sic my darlings on you." She motions back inside of the huge mansion, like that would provide any context to the statement — and, really, it does. _Sic_ and _darlings_ plural can only mean one thing. Cruella has dogs.

Ursula feels very bad for the poor things.

"Don't I even get a hug, Auntie?"

Ursula tries. She does try, very hard, but she opens her mouth to say something and ends up laughing.

_**five.**_

Eight hours of being in a car with Cruella, Rumplestiltskin and Lily feels a little like what Ursula can imagine Hell would be like.

She would be fine if it was just Lily. She's been on longer road trips with her before. But Cruella makes it very apparent that she either has a very small bladder or is doing it on purpose, because every thirty minutes she insists on stopping. They meet a man in the first gas station who looks at Cruella long and hard and eventually says, "Nice costume, lady." Ursula sees that look on her old friend's face — the one that means that she's about to go on a rant, so she places a hand on Cruella's arm and forces a smile onto her own face.

"Yeah. She's very...uh, dedicated. Real fur and everything."

The man looks at them oddly all the way back to the car with _DE VIL_ at the front of it.

"Insipid little man," Cruella mutters as she climbs in, "This is not a costume, I'll have you know," Cruella grumbles as they drive down the road, "I can hardly believe the nerve of that _maggot_—" Cruella hisses twenty minutes later, stroking her fur with the back of her hand in a gesture that looks almost protective.

"Oh, shut up," Lily groans from the backseat, and Rumplestiltskin looks as though he agrees with her.

"We could have left you in the forest," Cruella replies acidly, "We still can."

"I'd like to see you try. Ursula, can we leave _her_ in the forest instead?"

Ursula thinks about it for a moment, tilting her head. Cruella looks absolutely scandalized as she looks at her. "Maybe later, angelfish," Ursula finally says, and Cruella refuses to talk to either of them for nearly an hour. All three of them decide to consider it a blessing.

_**six.**_

Seeing Maleficent again feels, finally, like things are becoming _better_. Ursula doesn't say that out loud, of course — Cruella would mock her and Maleficent would not, but Maleficent would not understand, because Maleficent is not emotional. Not where others can see, at least, though Ursula can recall a number of times where Maleficent had spoken of her unborn child and there had been a light in her eyes unlike anything that Ursula had ever seen in that fiery gaze before, something like love. Maleficent would appreciate the sentiment, but she would not smile and would not hug Ursula and would not would not would not, so she doesn't say anything at all but a quiet _I'm glad you're back, angelfish,_ when they're out of the clock tower.

Maleficent shakes her hands when they are outside, out in the quiet open of Storybrooke, like she is trying to bring the magic back into herself. It works, if that truly iswhat she tries to do; violet magic links her fingertips, and it looks like lightning in her hands, and it lights up her face, and the smile on her mouth is strikingly real. Not even Cruella interrupts the moment, however short-lasting it is. Maleficent takes their hands, one of theirs in each of their own, and they vanish in a spiral of dark smoke. "Where is my child?" Maleficent asks, when they are in Cruella's car, surrounded by all of the bright-red-fur interior, and there is something in her voice that suggests she will kill them both without a second thought if they say anything less than _she is alive and happy and here with us._

Ursula looks at Cruella. The woman sighs, a long slow exhale, and presses her foot down on the gas so suddenly that Maleficent is thrust forward into the back of Ursula's seat. "Don't worry, angelfish. We'll take you to her," she says, mostly to keep the dragon-woman from reaching out and strangling Cruella.

Maleficent breathes out. It sounds like relief.

It sounds like _thank you_, but Ursula knows that she won't ever hear the actual words.

She finds that she doesn't mind, not like she would with any other ungrateful person.

They're friends, after all; she has not ever expected gratitude from Maleficent, because like many things, it isn't what she _does_. Her two allies have that in common. It's doubtful, really, that Cruella even knows the meaning of the word.

The drive to Rumplestiltskin's cabin is quick enough. Maleficent climbs from the car hesitantly, and each step slows as they get closer and closer to the porch. The door opens before any of them reach it. Lily's expression morphs from carefully restrained to something all-consuming as she looks at Maleficent, like if she will look away the woman will simply vanish. And she doesn't look away; she doesn't so much as blink as she takes in everything from the horns to the look on her mother's own face, which is very much the same—devouring, hopeful, loving.

"Hi," Lily says, like all of the fire Ursula is used to seeing in her has died away and all that is left is an uncertain girl standing on a porch in front of the mother that she's never met or laid eyes on before in her life.

Maleficent's mouth curls shakily at the corners; the smile trembles, and Ursula sees her hands do the same when she lifts them, when she reaches out towards Lily, when Lily steps forward and down the stairs and into Maleficent's arms.

It's heartwarming, but it doesn't warm Ursula's heart, not really. She's grown fond of Lily and she's always been fond of Maleficent and she's somewhat glad to see them both happy, but she's also cold, and it's also night, and all she wants to do is go inside and take a shower. Caves underneath libraries underneath clock towers are dark and full of spiders and cobwebs.

Cruella rolls her eyes and says precisely what Ursula is thinking. "A family reunion. Wonderful. Now, will you all move so I can get inside? It's positively _freezing_ out here."


End file.
